Firm Overview

Example cases:

(a) Commercial real estate and business bankruptcies:
(1) A commercial real estate developer came to us, from another law firm, after (i) his company had been thrown out of Bankruptcy Court on the merits; and (ii) he had lost on the liability issues, and was otherwise losing, in a suit brought against him personally on his loan guaranty. We got the Bankruptcy case re-instated, with the result that the lender sold the loan at a substantial loss (leaving room for the buyer to re-negotiate the loan), the client was able to negotiate a re-financing on favorable terms, the project is back under construction and creating jobs, units are being sold and rented, and the client became able to move forward with other projects.
(2) On the other hand, we represented a lender in foreclosing upon commercial real estate. The borrower entity filed several bankruptcies, both corporately and personally, to try to stop the foreclosure proceedings. Furthermore, the president of the borrower was indicted for health care fraud with respect to the property. There, we got all of bankruptcy cases dismissed with prejudice and we successfully completed the foreclosure sale.
(3) We restructured a proposed refinancing to save the client over $600,000 in state and local recordation and transfer taxes.
(4) We represented an owner in selling a hotel, for $17,100,000, on the eve of bankruptcy, including getting title insurance against, and resolving litigation to fight-off, mechanics' liens and other claims against title.
(5) A company wanting to purchase a manufacturing facility came to us from other counsel. Opposing counsel told us that the proposed acquisition was on "life support". We successfully turned-around the negotiations and completed the purchase.
(6) We designed packages of procedures and form contracts for auctions of commercial real estate, and handled the negotiations, seller financings, and settlements resulting therefrom.
(7) We designed a package of lease forms, with alternative clauses, for a developer's leasing team.

(b) Technology:
(1) We designed a package of employment agreements, non-competes, and confidentiality agreements for a company's HR department.
(2) We have structured a number of operating agreements for LLC's among members having different interests, and have negotiated a number of disputes among LLC members.

We provide additional depth and niche expertise, as and when needed, through Ken's long-term working relationships, with various attorneys. Those relationships have been developed in practice, on the lecture circuit, and in national bar associations.

Ken was a partner at mid-sized law firms and has presented programs before the Harvard Business School Club of Washington, D.C., the American Bar Association, the American College of Real Estate Attorneys, and the American Inns of Court.

We take VISA and MasterCard and handle some matters on a fixed fee basis.

This firm practices in Washington, DC, Maryland and northern Virginia. Ken Samuelson is also admitted to practice in New York.

What is different about our litigation practice is that we approach litigation from a transactions point of view. That is that (a) we institute or defend litigation only when negotiations have failed; and (b) in the course of litigation, we look for ways to "expand the pie" and leave opportunities for future relationships and growth, not for ways to make permanent enemies.

How did your firm decide on the primary area of practice(s)?

We are adept at structuring relationships and transactions, and in resolving disputes, in commercial real estate, and have done so for decades. Our technology practice is merely an extension - of that transactions and litigation experience - into the laws, standards, and industry practices applicable to the development and servicing of technology.

What is your firm's point of view regarding clients educating themselves on legal issues?

As the Syms's slogan used to state: "An educated consumer is our best customer." I generally refer clients and potential clients to websites (such as those for the various Bankruptcy Courts) or to the articles on our website, so that they can become familiar with what is involved and figure out how much they can do on their own with minimal guidance, and can start gathering the necessary documents.

Is your firm willing to review documents prepared by clients?

I review client-prepared documents, but only if the client agrees to a number of disclaimers. Unfortunately, I often find that internet-based forms do not provide the client with all of his/her options and/or are not geared to the client's particular situation.

Is your firm willing to coach clients who want to represent themselves?

We do that, but only if the client (a) appears capable of handling the all of part of the transaction or case involved; and (b) agrees to a number of disclaimers.

How frequently does your firm use mediation, arbitration, or collaborative law to resolve cases?

I think that, for both short term and long term purposes (and, perhaps, even trying to "make the pie bigger"), disputes are best handled through negotiation. Court-sponsored mediation is often helpful, at least in narrowing the issues and letting each side get a better understand of the pros and cons of its and the other side's position. However, I find that mediation and arbitration, all too often, deny necessary discovery and result in undue pressure to settle quickly by splitting the claims in half. My experience is that collaborative proceedings (without each side being separately represented) often do not bring-out all of the relevant issues and challenges the way advocacy tends to do.

Kenneth Samuelson

I have worked at mid-sized law firms, such as Weinberg & Green (now part of Saul Ewing, as an associate) and Semmes, Bowen & Semmes (as a partner, handling commercial real estate transactions). I also worked for boutiques, such as Linowes & Blocher (as an associate, and then as a partner, handling commercial real estate transactions); Wilkes Artis (as a partner handling commercial real estate transactions); and Deckelbaum, Ogens and Raftery (as of counsel handling commercial real estate transactions and involved in bankruptcy and collection cases). I also served, for four years, as an Assistant Attorney General for the State of Maryland.I have negotiated hundreds of large and small transactions and financings, and litigated a number of precedent-setting cases, for small companies and for Fortune 500 companies. Furthermore, I have been actively involved in the American College of Real Estate Lawyers and the American Inns of Court, and was a Council member of the Real Property, Probate and Trust Law Section of the American Bar Association.My biggest strength is my ability to absorb a lot of often conflicting information, quickly, and then to proceed calmly to sort-out the relevant portions thereof, to organize it, to analyze it, and to determine, with the client and the client's other advisors, the position and interests of the various parties involved. We then determine the client's options, make recommendations, and organize a team to implement the client's decisions.

In terms of style, I believe in the Golden Rule, but in preparing thoroughly and in keeping in touch with everyone involved throughout the process.

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